Common use of Effect of Change in Control Purchase Notice Clause in Contracts

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) and (b) the time of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable: (1) the certificate number of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security (which shall be U.S.$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security (which shall be U.S.$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Securities with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable: (1) the certificate number of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security (which shall be U.S.$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security (which shall be U.S.$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Securities with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture. SECTION 1110. DEPOSIT OF CHANGE IN CONTROL PURCHASE PRICE. No later than 11:00 a.m. (New York time) on the Business Day following the Change in Control Purchase Date the Company shall deposit or cause to be deposited with the Paying Agent (or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 1003) an amount of cash sufficient to pay the aggregate Change in Control Purchase Price of all the Securities or portions thereof that are to be purchased as of the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof13.01(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b13.01(c) hereof have been satisfied) and (b) the time of delivery or book-entry transfer of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof13.01(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying: (i) if certificated Securities have been issued, the certificate numbers for Securities in respect of which such notice of withdrawal is being submitted, or if not, such information as required by the Depositary; (ii) the Original Principal Amount, in integral multiples of $1,000, of the Securities with respect to which such notice of withdrawal is being submitted; and (iii) the Original Principal Amount, if any, of such Securities that remain subject to the original Change in Control Purchase Notice and have been or will be delivered or book-entry transferred for purchase by the Company. There shall be no purchase of any Securities pursuant to this Article if there has been an acceleration of the Accreted Principal Amount (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and such acceleration has not been rescinded. The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it while there has been an acceleration of the Accreted Principal Amount, and such acceleration has not been rescinded, in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof7.6(c), the Holder holder of the Note in respect of to which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be due and payable as of the Change in Control Purchase Date and shall be paid to such Holder upon holder promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in of Section 404(b) hereof 7.6(c), as applicable, have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture 4.2 by the Holder holder thereof in the manner required by Section 404(b) hereof7.6(c). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the main office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 4.2 at any time prior to before the close of business on the business day immediately preceding the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note or Notes in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Note or Notes with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Note or Notes which remains subject to the original Change in Control Purchase Notice, and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Notes pursuant to Section 7.6 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the holders of such Notes, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.02(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.02(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.02(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the second Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof1501(3), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, as the case may be, with respect to such Security (provided the conditions in Section 404(b) hereof 1501(3), as applicable, have been satisfied) and (by) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent Trustee or to the office an Office or agency referred to in Section 902 of the Indenture Agency by the Holder thereof in the manner required by Section 404(b) hereof1501(3), as applicable. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee or to the office an Office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered Agency at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (a) the certificate number or numbers of the Security or Securities, as applicable:except in the case of global Securities, in respect of which such notice of withdrawal is being submitted; (b) the principal amount of the Security or Securities with respect to which such notice of withdrawal is being submitted; and (c) the principal amount, if any, of such Security or Securities which remains subject to the original Change in Control Purchase Notice, and which has been and will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 1501 if there has occurred and in continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price).

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in accordance with Section 404(b) hereof3.12 and compliance by the Company with Section 3.14, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.12. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in certificated form in respect of which such notice of withdrawal is being submitted; (2) the series and the principal amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, as applicable:if any, of such Note (which must be $1,000 or an integral multiple thereof) which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Notes with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article IV on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable: (1) the certificate number of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security (which shall be Cdn$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security (which shall be Cdn$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Securities with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof601(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided the conditions in Section 404(b601(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof601(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 603 Deposit of Change in Control Purchase Price. On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 603 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any Note for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such Note will cease to be outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of Notes purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b601(c) hereofof this Supplemental Indenture, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided the conditions in Section 404(b601(c) hereof of this Supplemental Indenture have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof601(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 603 Deposit of Change in Control Purchase Price. ------------------------------------------- On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 603 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any Note for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such Note will cease to be outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of Notes purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.02(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.02(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.02(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article IV on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.01(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraphs) thereafter be entitled to receive solely the Change in Control Purchase Price and any accrued and unpaid interest, with respect to such Note. Such Change in Control Purchase Price and interest shall be paid to such Holder upon Holder, subject to receipt of funds by the Paying Agent, on or prior to the third Business Day following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, with respect to such Note (provided the conditions in Section 404(b3.01(c) hereof have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b3.01(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 10 hereof on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following two paragraphs. (b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close Close of business Business on the Change in Control Purchase Date specifying: (i) the certificate number of the Note which the Holder will deliver to be purchased, as applicable:if Certificated Notes have been issued, or notice compliant with the relevant DTC procedures, if the Notes are not certificated, (ii) the principal amount of the Note with respect to which such notice of withdrawal is being submitted, and (iii) the principal amount, if any, of such Note which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. A written notice of withdrawal of a Change in Control Purchase Notice may be in the form set forth in the preceding paragraph.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof4.02(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraphs) thereafter be entitled to receive solely the Change in Control Purchase Price and any accrued and unpaid interest, with respect to such NoteSecurity. Such Change in Control Purchase Price and interest shall be paid to such Holder upon Holder, subject to receipt of funds by the later of (a) Paying Agent, on or prior to the first third Business Day following the the Change in Control Purchase Date Date, with respect to such Security (provided the conditions in Section 404(b) hereof 4.02 have been satisfied) and (b) the time ). Securities in respect of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to which a Change in Section 902 of the Indenture Control Purchase Notice has been given by the Holder thereof may not be converted pursuant to Article 11 hereof on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the manner required by Section 404(b) hereoffollowing two paragraphs. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying: (i) the principal amount of the Securities being withdrawn, as applicable:which shall be $1,000 or an integral multiple of $1,000; (ii) if certificated, the certificate number of the Securities being withdrawn, and if certificated Securities have not been issued, the notice must comply with appropriate Depositary procedures, and (iii) the principal amount, if any, of Securities that remain subject to the Change in Control Purchase Notice, if any. A written Notice of Withdrawal of a Change in Control Purchase Notice may be in the form set forth in the preceding paragraph. The Paying Agent has no duty of responsibility to verify the accuracy or compliance with such Notice of Withdrawal.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date Date, specifying: (1) the certificate number of each Security in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 3.8 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof7.5(c), the Holder holder of the Note in respect of to which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be due and payable as of the Change in Control Purchase Date and shall be paid to such Holder upon holder promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in of Section 404(b) hereof 7.5(c), as applicable, have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture 4.2 by the Holder holder thereof in the manner required by Section 404(b) hereof7.5(c). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 4.2 at any time prior to before the close of business on the business day immediately preceding the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note or Notes in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Note or Notes with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Note or Notes which remains subject to the original Change in Control Purchase Notice, and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Notes pursuant to Section 7.5 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the holders of such Notes, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes).

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date Date, specifying: (1) the name of the Holder; (2) the certificate number of each Security in respect of which such notice of withdrawal is being submitted; (3) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted; and (4) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 3.8 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof13.01(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b13.01(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof13.01(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof6.10(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ai) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b6.10(c) hereof have been satisfied) and (bii) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof6.10(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date to which it relates, specifying: (1) the certificate number of each Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 6.10 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) and (b) the time of delivery of the Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:: (a) the certificate number of the Note in respect of which such notice of withdrawal is being submitted, (b) the principal amount of the Note (which shall be Cdn$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (c) the principal amount, if any, of such Note (which shall be Cdn$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Notes with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Supplemental Indenture. SECTION 602. DEPOSIT OF CHANGE IN CONTROL PURCHASE PRICE. No later than 11:00 a.m. (Toronto, Ontario time) on the Business Day following the Change in Control Purchase Date the Company shall deposit or cause to be deposited with the Paying Agent (or, if the Company is acting as the Paying Agent, shall segregate and hold in trust as provided in Section 903 of the Indenture) an amount of cash sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof that are to be purchased as of the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof516(b), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Section) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b516(b) hereof have been satisfied) and (b) the time of delivery of the Note Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 by the Holder thereof in the manner required by Section 404(b) hereof516(b). A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note Security to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture 1002 to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable: (1) the certificate number of the Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security (which shall be U.S.$1,000 or an integral multiple thereof) with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security (which shall be U.S.$1,000 or an integral multiple thereof) that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. 77 The Paying Agent will promptly return to the respective Holders thereof any Securities with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof13.01(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b13.01(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof13.01(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying: (i) if certificated Securities have been issued, the certificate numbers for Securities in respect of which such notice of withdrawal is being submitted, or if not, such information as required by the Depositary; (ii) the Original Principal Amount, in integral multiples of $1,000, of the Securities with respect to which such notice of withdrawal is being submitted; and (iii) the Original Principal Amount, if any, of such Securities that remain subject to the original Change in Control Purchase Notice and have been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to this Article if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Trustee of the Change in Control Purchase Notice specified in Section 404(b901(c) hereofof this Indenture, the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Securities (provided the conditions in Section 404(b901(c) hereof of this Indenture have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture Trustee by the Holder thereof in the manner required by Section 404(b) hereof901(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to and received by the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered Trustee at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1601(c), the Holder of the Note 2031 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price and any accrued and unpaid contingent interest, if any, with respect to such Note2031 Debenture. Such Change in Control Purchase Price and accrued and unpaid contingent interest, if any, shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2031 Debenture (provided the conditions in Section 404(b1601(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2031 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1601(c). 2031 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying, as applicable:

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. Section 1112 Deposit of Change in Control Purchase Price On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the 2021 Debentures or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 1112 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any 2021 Debenture for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such 2021 Debenture will cease to be Outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of 2021 Debentures purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereofSubsection 3.8(g), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a1) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided that the conditions in Section 404(bSubsection 3.8(h) hereof have been satisfied) and (b2) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(bSubsection 3.8(h). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn in accordance with Subsection (b) hereof. immediately below with respect to the Securities to be converted. (b) A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.09(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.09(c) hereof have been -------- satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.09(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.01(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraphs) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon Holder, subject to receipt of funds by the Paying Agent, on or prior to the third Business Day following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, with respect to such Note (provided the conditions in Section 404(b3.01(c) hereof have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b3.01(c). (b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close Close of business Business on the Change in Control Purchase Date specifying: (i) the certificate number of the Note which the Holder will deliver to be purchased, as applicable:if Certificated Notes have been issued, or notice compliant with the relevant DTC procedures, if the Notes are not certificated, (ii) the principal amount of the Note with respect to which such notice of withdrawal is being submitted, and (iii) the principal amount, if any, of such Note which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. A written notice of withdrawal of a Change in Control Purchase Notice may be in the form set forth in the preceding paragraph.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereofSubsection 3.8(f), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a1) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided that the conditions in Section 404(bSubsection 3.8(f) hereof have been satisfied) and (b2) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(bSubsection 3.8(f). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn in accordance with Subsection (b) hereof. immediately below with respect to the Securities to be converted. (b) A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof701(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b701(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof701(c). 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying, as applicable:

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of each Security in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 3.8 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof13.1(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b13.1(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof13.1(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying: (1) if a certificated Security has been issued, the certificate number of the Securities in respect of which such notice of withdrawal is being submitted, or if not, such information as required by the Depositary; (2) the Principal Amount, in integral multiples of $1,000, of the Securities with respect to which such notice of withdrawal is being submitted; and (3) the Principal Amount, if any, of such Securities which remain subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to this Article if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities). The Paying Agent will promptly return to the respective Holders thereof any Securities (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent or by the office or agency referred to in Section 1002 of the Change in Control Purchase Notice specified in according to Section 404(b) hereof1110(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note, plus accrued and unpaid interest through and including the Change in Control Purchase Date (subject to the right of the Holder as of the immediate preceding Regular Record Date to receive such accrued and unpaid interest if the Change in Control Purchase Date is an Interest Payment Date). Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon (subject to the right of the Holder as of the immediate preceding Regular Record Date to receive such accrued and unpaid interest if the Change in Control Purchase Date is an Interest Payment Date) on the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) promptly following the time of delivery of the such Note to the Paying Agent at or to the office or agency referred to in Section 1002 by the Holder thereof in the manner required by Section 1110(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 1002 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in certificated form in respect of which such notice of withdrawal is being submitted; (2) the Principal Amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the Principal Amount, if any, of such Note (which must be $1,000 or an integral multiple thereof) which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Notes pursuant to Section 1110 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Notes, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price, or accrued and unpaid interest through and including the Change in Control Purchase Date (other than overdue interest), with respect to such Notes). The Paying Agent will promptly return to the respective Holders thereof any Notes (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Change in Control Purchase Price, or accrued and unpaid interest through and including the Change in Control Purchase Date (other than overdue interest), with respect to such Notes) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided PROVIDED the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the -25- Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted. SECTION 1112 Deposit of Change in Control Purchase Price On or before 11:00 a.m. New York City time on the Change in Control Purchase Date, the Company shall deposit with the Trustee or with a Paying Agent (other than the Company or an Affiliate of the Company) an amount of money (in immediately available funds if deposited on such Business Day) sufficient to pay the aggregate Change in Control Purchase Price of all the 2020 Debentures or portions thereof that are to be purchased as applicable:of such Change in Control Purchase Date. The manner in which the deposit required by this Section 1112 is made by the Company shall be at the option of the Company, provided that such deposit shall be made in a manner such that the Trustee or a Paying Agent shall have immediately available funds on the Change in Control Purchase Date. If a Paying Agent holds, in accordance with the terms hereof, money sufficient to pay the Change in Control Purchase Price of any 2020 Debenture for which a Change in Control Purchase Notice has been tendered and not withdrawn in accordance with this Indenture then, on the Change in Control Purchase Date, such 2020 Debenture will cease to be Outstanding and the rights of the Holder in respect thereof shall terminate (other than the right to receive the Change in Control Purchase Price as aforesaid). The Company shall publicly announce the Principal Amount of 2020 Debentures purchased as a result of such Change in Control on or as soon as practicable after the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof12.6(c), the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, as the case may be, with respect to such Securities (provided the conditions in Section 404(b) hereof 12.6(c), as applicable, have been satisfied) and (by) the time of delivery of the Note such Securities to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture 3.2 by the Holder holder thereof in the manner required by Section 404(b) hereof12.6(c), as applicable. Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice, unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 3.2 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number or numbers of the Security or Securities in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Security or Securities with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, as applicable:if any, of such Security or Securities which remains subject to the original Change in Control Purchase Notice, and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 12.6 if there has occurred and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.13(c), the Holder of the 2006 Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such 2006 Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2006 Note (provided the conditions in Section 404(b3.13(c) hereof have been satisfied) and (b) the time of delivery of the such 2006 Note to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.13(c). 2006 Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article XII on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the 2006 Note or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.9(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price Payment with respect to such NoteSecurity. Such Change in Control Purchase Price Payment shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Payment Date with respect to such Security (provided the conditions in Section 404(b3.9(c) hereof have been satisfied) and (b) the time -------- of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.9(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the second Business Day immediately preceding the Change in Control Purchase Date specifyingPayment Date, as applicable:specifying the principal amount of the Security or portion thereof (which must be $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn and a Conversion Termination has not occurred pursuant to the provisions of Section 4.2 of this Indenture. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date Date, specifying: (1) the name of the Holder; (2) the certificate number of each Security or portion thereof with respect to which such notice of withdrawal is being submitted; (3) the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice is being submitted; and (4) the principal amount, as applicable:if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company.

Effect of Change in Control Purchase Notice. (a) Upon receipt by the Company any Paying Agent of the a properly completed Change in Control Purchase Notice specified in Section 404(b) hereoffrom a Holder, the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a1) the first Business Day following the Change in Control Purchase Date (provided that the conditions in Section 404(bSubsection 3.08(h) hereof have been satisfied) and (b2) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(bSubsection 3.08(h). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn in accordance with Subsection (b) hereof. immediately below with respect to the Securities to be converted. (b) A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount at Maturity of the Security or portion thereof (which must be a Principal Amount at Maturity of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock pursuant to Article 4 on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted and the principal amount, if any, of such Security which remains subject to the initial Change of Control Purchase Notice.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in according to Section 404(b) hereof3.12, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.12. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in certificated form in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Note (which must be $1,000 or an integral multiple thereof) which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Notes pursuant to Section 3.12 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Notes, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes). The Paying Agent will promptly return to the respective Holders thereof any Notes (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by mail, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1110(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1110(c). 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Ordinary Shares on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal

Effect of Change in Control Purchase Notice. Upon receipt by the Company of the Change in Control Purchase Notice specified in Section 404(b) hereof6.11(c), the Holder of the Note Securities in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurities. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date Date, as the case may be, with respect to such Securities (provided provided, the conditions in Section 404(b) hereof 6.11(c), as applicable, have been satisfied) and (by) the time of delivery of the Note such Securities to the Paying Agent at the office of the Paying Agent Trustee (or to the office or agency referred to in the fourth paragraph of Section 902 of 2.03, if the Indenture Company has designated such an office or agency), by the Holder thereof in the manner required by Section 404(b) hereof6.11(c), as applicable. Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice, unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent Trustee (or to the office or agency referred to in the fourth paragraph of Section 902 of 2.03, if the Indenture to which the related Change in Control Purchase Notice was delivered Company has designated such an office or agency), at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number or numbers of the Security or Securities in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Security or Securities with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, as applicable:if any, of such Security or Securities which remains subject to the original Change in Control Purchase Notice, and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 6.11 if there has occurred and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof701(c), the Holder of the Note LYON in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteLYON. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such LYON (provided the conditions in Section 404(b701(c) hereof have been satisfied) and (b) the time of delivery of the Note such LYON to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof701(c). XXXXx in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to in accordance with the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the applicable Change in Control Purchase Date specifying, as applicable:

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1110(c), the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date with respect to such Note (provided that the conditions in Section 404(b1110(c) hereof have been satisfied) and (by) the time of delivery of the such Note to the Paying Agent at or to the office or agency referred to in Section 1002 by the Holder thereof in the manner required by Section 1110(c). Notes in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn as specified in the following paragraph. A Change in Control Purchase Notice may be withdrawn by means of a written notice of withdrawal delivered to the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered 1002 at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in respect of which such notice of withdrawal is being submitted; (2) the Principal Amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the Principal Amount, if any, of such Note which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. There shall be no purchase of any Notes pursuant to Section 1110 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Notes, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes). The Paying Agent will promptly return to the respective Holders thereof any Notes (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the 40 Change in Control Purchase Price with respect to such Notes) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn. SECTION 1112. Deposit of Change in Control Purchase Price. Prior to 11:00 a.m. (local time in The City of New York) on the Business Day following the Change in Control Purchase Date the Company shall deposit with the Trustee or with the Paying Agent (or, if the Company is acting as Paying Agent, shall segregate and hold in trust as provided in Section 1103) an amount of cash in immediately available funds sufficient to pay the aggregate Change in Control Purchase Price of all the Notes or portions thereof which are to be purchased as of the Change in Control Purchase Date.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in accordance with Section 404(b) hereof3.12 and compliance by the Company with Section 3.14, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.12. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in certificated form in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, as applicable:if any, of such Note (which must be $1,000 or an integral multiple thereof) which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Notes (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the HOU03:1203587 Change in Control Purchase Price with respect to such Notes) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof6.10(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ai) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b6.10(c) hereof have been satisfied) and (bii) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof6.10(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date to which it relates, specifying: (1) the certificate number of each Security in respect of which such notice of withdrawal is being submitted, (2) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted, and (3) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 6.10 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof4.08(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b4.08(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof4.08(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof4.07(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b4.07(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof4.07(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the principal amount of the Security or portion thereof (which must be a principal amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1109(c), the Holder of the Note 2020 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2020 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2020 Debenture (provided the conditions in Section 404(b1109(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2020 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof1109(c). 2020 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.7(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ai) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.7(c) hereof have been satisfied) and (bii) the time of delivery of the Note such Security to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.7(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date to which it relates, specifying: (1) the certificate number of each Security in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Security or portion thereof with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, if any, of such Security that remains subject to the original Change in Control Purchase Notice and that has been or will be delivered for purchase by the Company. There shall be no purchase of any Securities pursuant to Section 3.7 if there has occurred (prior to, on or after, as applicable:the case may be, the giving, by the Holders of such Securities, of the required Change in Control Purchase Notice) and is continuing an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Securities).

Effect of Change in Control Purchase Notice. Upon receipt by the Company Paying Agent of the Change in Control Purchase Notice specified in accordance with Section 404(b) hereof3.12 and compliance by the Company with Section 3.14, the Holder of the Note in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionparagraph) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (ax) the first Business Day following the Change in Control Purchase Date (provided the conditions in Section 404(b) hereof have been satisfied) with respect to such Note and (by) the time of delivery of the such Note to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.12. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal delivered by the Holder to the Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date Date, specifying: (1) the certificate number of the Note in certificated form in respect of which such notice of withdrawal is being submitted; (2) the principal amount of the Note with respect to which such notice of withdrawal is being submitted; and (3) the principal amount, as applicable:if any, of such Note (which must be $1,000 or an integral multiple thereof) which remains subject to the original Change in Control Purchase Notice and which has been or will be delivered for purchase by the Company. The Paying Agent will promptly return to the respective Holders thereof any Notes (x) with respect to which a Change in Control Purchase Notice has been withdrawn in compliance with this Indenture, or (y) held by it during the continuance of an Event of Default (other than a default in the payment of the Change in Control Purchase Price with respect to such Notes) in which case, upon such return, the Change in Control Purchase Notice with respect thereto shall be deemed to have been withdrawn.

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof3.8(c), the Holder of the Note Security in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such NoteSecurity plus accrued interest thereon up to but not including the Change in Control Purchase Date. Such Change in Control Purchase Price and accrued interest shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such Security (provided the conditions in Section 404(b3.8(c) hereof have been satisfied) and (b) the time of delivery of the Note such Security to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b) hereof3.8(c). Securities in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into shares of Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice of withdrawal (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the Holder to the Paying Agent at the office case of the Paying Agent global Securities, may be delivered electronically or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Change in Control Purchase Date specifying, as applicable:by

Effect of Change in Control Purchase Notice. Upon receipt by the Company any Paying Agent of the Change in Control Purchase Notice specified in Section 404(b) hereof1601(c), the Holder of the Note 2021 Debenture in respect of which such Change in Control Purchase Notice was given shall (unless such Change in Control Purchase Notice is withdrawn as specified in the following two paragraphs of this Sectionbelow) thereafter be entitled to receive solely the Change in Control Purchase Price with respect to such Note2021 Debenture. Such Change in Control Purchase Price shall be paid to such Holder upon promptly following the later of (a) the first Business Day following the Change in Control Purchase Date with respect to such 2021 Debenture (provided the conditions in Section 404(b1601(c) hereof have been satisfied) and (b) the time of delivery of the Note such 2021 Debenture to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture by the Holder thereof in the manner required by Section 404(b1601(c) hereof. 2021 Debentures in respect of which a Change in Control Purchase Notice has been given by the Holder thereof may not be converted into Common Stock on or after the date of the delivery of such Change in Control Purchase Notice unless such Change in Control Purchase Notice has first been validly withdrawn. A Change in Control Purchase Notice may be withdrawn before or after delivery by the Holder to the Paying Agent at the office of the Paying Agent of the Note to which such Change in Control Purchase Notice relates, by means of a written notice (which may be delivered by letter, overnight courier, hand delivery, facsimile transmission or in any other written form and, in the case of Global Securities, may be delivered electronically or by other means in accordance with the Depositary's customary procedures) of withdrawal delivered by the Holder to the a Paying Agent at the office of the Paying Agent or to the office or agency referred to in Section 902 of the Indenture to which the related Change in Control Purchase Notice was delivered at any time prior to the close of business on the Business Day immediately preceding the Change in Control Purchase Date specifyingDate, as applicable:specifying the Principal Amount of the Security or portion thereof (which must be a Principal Amount of $1,000 or an integral multiple of $1,000 in excess thereof) with respect to which such notice of withdrawal is being submitted.